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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2003
Commission File Number 1-14180
Loral Space & Communications Ltd.
c/o Loral SpaceCom Corporation
600 Third Avenue
New York, New York 10016
Telephone: (212) 697-1105
Jurisdiction of incorporation: Bermuda
IRS identification number: 13-3867424
The registrant has filed all reports required to be filed by Section 13 or
15(d) of the Securities Exchange Act of 1934 during the preceding 12 months and
has been subject to such filing requirements for the past 90 days.
Indicate by check mark whether the registrant is an accelerated filer (as
defined in Exchange Act Rule 12b-2). Yes [X] No [ ]
As of March 1, 2004 there were 45,125,202 shares of Loral Space &
Communications Ltd. common stock outstanding.
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Table of Contents
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Page
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Part I
Item 4. Evaluation of Disclosure Controls and Procedures 2
Part II
Item 6. Exhibits and Reports on Form 8-K 3
Signatures 3
EXPLANATORY NOTE
Item 4 (Evaluation of Disclosure Controls and Procedures) of our Quarterly
Report on Form 10-Q for the quarterly period ended March 31, 2003 (the
"Quarterly Report"), originally filed with the Securities and Exchange
Commission on May 15, 2003, stated the conclusion of our certifying officers
that, as of a date within 90 days before the filing of the Quarterly Report, our
disclosure controls and procedures were adequate and designed to ensure that
material information relating to the Company and its consolidated subsidiaries
would be made known to them by others within those entities. As requested by the
staff of the SEC, we are filing this Amendment on Form 10-Q/A to the Quarterly
Report solely for the purpose of amending Item 4 of the Quarterly Report to make
clear that our certifying officers concluded that, as of March 31, 2003, our
disclosure controls and procedures were effective and designed to ensure that
material information relating to the Company and its consolidated subsidiaries
would be made known to them by others within those entities.
In addition, we have filed the following exhibits herewith:
31.1 Certification of Chief Executive Officer pursuant to 18 U.S. Section
1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2 Certification of Chief Financial Officer pursuant to 18 U.S. Section
1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
Except as specifically indicated herein, no other information included in
the Quarterly Report on Form 10-Q is amended by this Amendment on Form 10-Q/A.
PART I
Item 4. Evaluation of Disclosure Controls and Procedures
(a) Disclosure controls and procedures. Our chief executive officer and our
chief financial officer, after evaluating the effectiveness of our "disclosure
controls and procedures" (as defined in the Securities and Exchange Act of 1934
Rules 13a-15(e) and 15-d-15(e)) as of March 31, 2003, have concluded that our
disclosure controls and procedures were effective and designed to ensure that
material information relating to Loral and its consolidated subsidiaries
required to be in our filings under the Securities and Exchange Act of 1934
would be made known to them by others within those entities in a timely manner.
(b) Internal controls over financial reporting. There were no changes in
our internal controls over financial reporting (as defined in the Securities and
Exchange Act of 1934 Rules 13a-15(f) and 15-d-15(f)) during the most recent
fiscal quarter that we judge to have materially affected, or are reasonably
likely to materially affect, our internal control over financial reporting.
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PART II
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
Exhibit 12 - Computation of Deficiency of Earnings to Cover Fixed Charges (1)
Exhibit 31.1- Certification of Chief Executive Officer pursuant to 18 U.S.C.
Section 1350, as adopted pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002 +
Exhibit 31.2- Certification of Chief Financial Officer pursuant to 18 U.S.C.
Section 1350, as adopted pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002 +
Exhibit 99.1- Certification of Chief Executive Officer pursuant to 18 U.S.C.
Section 1350, as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002 (1)
Exhibit 99.2- Certification of Chief Financial Officer pursuant to 18 U.S.C.
Section 1350, as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002 (1)
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(1) Previously filed with the registrants Quarterly Report on Form 10-Q for the
period ended March 31, 2003.
+ Filed herewith
(b) Reports on Form 8-K
Date of Report Description
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January 27, 2003 Item 5 - Other Events Alcatel partial decision
March 31, 2003 Item 7 - Financial 2002 earnings release
Statements, Pro
Forma Financial
Information and
Exhibits
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
LORAL SPACE & COMMUNICATIONS LTD.
Registrant
/s/ RICHARD J. TOWNSEND
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Richard J. Townsend
Executive Vice President and
Chief Executive Officer
(Principal Financial Officer
and Registrant's Authorized Officer)
Date: April 7, 2004
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